ADDED
(exact name of registrant as specified in its charter) Nevada 85-3651036 State or other jurisdiction of incorporation or organization (I.R.S.
As of April 13, 2026, there were 36,208,403 shares of the registrant s common stock outstanding.
MARKET FOR REGISTRANT S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 49 ITEM 6.
FORM 10-K SUMMARY 79 SIGNATURES 80 i CAUTIONARY NOTE ON F orward-Looking Statements This Annual Report on Form 10-K (the Annual Report ) includes a number of forward-looking statements that reflect management s current views with respect to future events and financial performance.
Forward-looking statements are projections in respect of future events or our future financial performance.
In some cases, you can identify forward-looking statements by terminology such as may, should, expects, plans, anticipates, believes, estimates, predicts, potential or continue or the negative of these terms or other comparable terminology.
Those statements include statements regarding the intent, belief or current expectations of our Company and members of our management team as well as the assumptions on which such statements are based.
These statements are only predictions and involve known and unknown risks, uncertainties and other factors.
Readers are urged to carefully review and consider the various disclosures made by us in this Annual Report and in our other reports filed with the Securities and Exchange Commission.
We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes in future operating results over time except as required by law.
REMOVED
As of March 10, 2025, there were 9,426,502 shares of the registrant s common stock outstanding.
THUMZUP MEDIA CORPORATION FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 INDEX Page PART I Item 1.
Market for the Registrant s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 35 Item 6.
Form 10-K Summary 43 Signatures 44 2 PART I In this Annual Report on Form 10-K, we, our, us, Thumzup , and the Company refer to Thumzup Media Corporation, unless the context requires otherwise.
Forward-Looking and Cautionary Statements This Annual Report contains forward-looking statements that involve risks, uncertainties and assumptions that, if they never materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements.
Forward-looking statements are often identified by the use of words such as, but not limited to, anticipate, believe, can, continue, could, estimate, expect, intend, may, might, plan, project, seek, should, target, would and similar expressions or variations intended to identify forward-looking statements.
Examples of forward-looking statements include, among others, statements we make regarding: future financial position; business strategy; budgets, projected costs, and plans; future industry growth; financing sources; the impact of litigation, government inquiries and investigations; and all other statements regarding our intent, plans, beliefs, or expectations or those of our directors or officers.
These statements are based on the beliefs and assumptions of our management, which are in turn based on information currently available to management.
Factors that could cause or contribute to such differences include, but are not limited to, those discussed in the section entitled Risk Factors included under Part I, Item 1A below.
Furthermore, such forward-looking statements speak only as of the date of this report.